Carla Gugino was reluctant to accept the Ingrid role, since she felt she was too young, at 29, to have both a 10 and 12 year old as her children. Director Robert Rodriquez told her that his own mother had him and all of his siblings by the time she was thirty and they were a similar age as the kids in the movie. Gugino was reassured and subsequently accepted the role.
George Clooney: as OSS Chief Devlin. Clooney recounts that Robert Rodriguez spoke to him on the phone and asked if he was interested in appearing in the movie for one scene, to which Clooney agreed. Rodriguez arrived as his own one man crew at Clooney's house, and shot the scene while Clooney was still wearing his pajama pants, which is why his scene is only shot from the waist up.